Hewlett-Packard is suing former CEO Mark Hurd, alleging breach of contract and threatened misappropriation of trade secrets, a day after he was named co-president of rival Oracle. Below, a look at some of the most salient points in the suit.

Associated Press

In a 2006 file photo, then H-P CEO Mark Hurd speaks at the Oracle Open World conference in San Francisco.

1) H-P agreed to give Mark Hurd a lot of money.“Despite being paid millions of dollars in cash, stock and stock options in exchange for Hurd’s agreements to protect HP’s trade secrets and confidential information … Hurd has put HP’s most valuable trade secrets and confidential information in peril.”

This whole situation must stick in the craw of the folks at H-P. Hurd was forced out at the tech giant after a scandal involving improper expense accounting and a sexual-harassment suit — but no finding of actual harassment. H-P’s suit against someone it dumped might sound unfair at first blush — but H-P is keen to emphasize that Hurd was paid handsomely in the deal. Depending on H-P’s stock price, his severance could be worth more than $35 million.

2) Hurd signed a bunch of documents in which he agreed not to disclose confidential information.
Exhibit D in the lawsuit is Hurd’s separation agreement, in which he affirms his “continuing obligations” under earlier confidentiality agreements. Those agreements are helpfully included as well. In them, Hurd agrees that he will “use all reasonable precautions to assure that [confidential information] is not disclosed to unauthorized persons or used in an unauthorized manner, both during and after my employment with HP.” Confidential information includes info on HP “organizations, staffing, finance, structure” and a slew of other categories.

3) He also agreed not to take on “conflicting business activities.”
This is part of what H-P refers to as Section 7: “I will not provide services to a Competitor in any role or position (as an employee, consultant, or otherwise) that would involve Conflicting Business Activities.” In his separation agreement, Hurd agreed to abide by Section 7 for two years.

4) But this little non-compete clause has holes, particularly in California, where H-P and this lawsuit are based.
While Hurd remains a resident of California, the restriction in the non-compete part of Section 7 applies “only to Conflicting Business Activities that result in unauthorized use or disclosure of HP’s Confidential Information.”

5) And that explains why H-P keeps hammering on this point about “confidential information.”
In its opening sentence, H-P mentions confidential information and trade secrets — not a non-compete agreement. And trade secrets come up over and over again throughout the suit.

H-P says Hurd “cannot perform his job at Oracle without disclosing or utilizing HP’s trade secrets and confidential information.” And “as a competitor of HP, he will necessarily call upon HP’s trade secrets and confidential information in performing his job duties for Oracle.”

H-P wants to make it clear that, by the very nature of his employment, Hurd will have to disclose information about the company. He might not yet have disclosed anything, since he hasn’t even started his job, but H-P wants to make the case for preventing his employment by Oracle altogether.

6) H-P also wants it known that Oracle is a competitor.
H-P quotes Hurd’s statement in Oracle’s press release and uses it against him. In the statement, Hurd talks about how Oracle’s strategy will enable the company to beat IBM, but he doesn’t mention H-P.

“As Hurd well knows, IBM and HP are competitors of Oracle in the enterprise servers and storage business. Hurd’s clear effort to avoid mentioning HP is telling in light of Oracle’s own SEC findings identifying HP as a competitor.”

Even if California courts are known to throw out non-compete clauses and Hurd’s own agreement doesn’t apply in the state, it’s important for H-P to identify Oracle as a competitor. For one thing, it makes it easier to argue that he can’t perform his new job adequately without disclosing H-P’s information.

7) And H-P wants this whole Hurd-at-Oracle thing to stop.
H-P is looking for an order requiring Hurd to give the company more information on his new position and ultimately preventing him from “holding a position with a competitor in which he will utilize or disclose HP’s trade secrets and confidential information.” The company also is seeking unspecified damages, including those for “willful and malicious conduct.”